Item 2.02. Results of Operations and Financial Condition.
On December 3, 2019, Xerox Holdings Corporation (the "Company") furnished
certain information to the Securities and Exchange Commission (the "SEC"),
including information relating to the Company's results of operations or
financial condition for the nine months ended September 30, 2019 and 2018, and
the year ended December 31, 2018. The disclosure contained in Item 7.01 of this
Report and in Exhibit 99.1 hereto is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On November 8, 2019, Xerox Holdings Corporation announced it had completed a
previously announced series of transactions to restructure its relationship with
FUJIFILM Holdings Corporation.
On December 3, 2019, Registrant furnished updated estimated 2019 full year
guidance measures and certain other financial information to the SEC as Exhibit
99.1 to this Report under Item 7.01 of Form 8-K.
Exhibit 99.1 to this Report contains certain financial measures that are
considered "non-GAAP financial measures" as defined in the SEC rules. Exhibit
99.1 to this Report also contains the reconciliation of these non-GAAP financial
measures to their most directly comparable financial measures calculated and
presented in accordance with generally accepted accounting principles, as well
as the reasons why Registrant's management believes that presentation of the
non-GAAP financial measures provides useful information to investors regarding
Registrant's results of operations and, to the extent material, a statement
disclosing any other additional purposes for which Registrant's management uses
the non-GAAP financial measures.
The information contained in this Report and in Exhibit 99.1 to this Report
shall not be deemed "filed" with the Commission for purposes of Section 18 of
the Exchange Act of 1934, as amended, or otherwise subject to the liability of
that section nor shall it be deemed incorporated by reference into any filing
under the Exchange Act or the Securities Act of 1933, as amended, except as
shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.



Exhibit No.   Description
  99.1        Registrant's updated full year 2019 estimated guidance measures.






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Forward-Looking Statements This presentation, and other written or oral statements made from time to time by management contain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. The words "anticipate", "believe", "estimate", "expect", "intend", "will", "should", "targeting", "projecting", "driving" and similar expressions, as they relate to us, our performance and/or our technology, are intended to identify forward-looking statements. These statements reflect management's current beliefs, assumptions and expectations and are subject to a number of factors that may cause actual results to differ materially. Such factors include but are not limited to: our ability to address our business challenges in order to reverse revenue declines, reduce costs and increase productivity so that we can invest in and grow our business; our ability to attract and retain key personnel; changes in economic and political conditions, trade protection measures, licensing requirements and tax laws in the United States and in the foreign countries in which we do business; the imposition of new or incremental trade protection measures such as tariffs and import or export restrictions; changes in foreign currency exchange rates; our ability to successfully develop new products, technologies and service offerings and to protect our intellectual property rights; the risk that multi-year contracts with governmental entities could be terminated prior to the end of the contract term and that civil or criminal penalties and administrative sanctions could be imposed on us if we fail to comply with the terms of such contracts and applicable law; the risk that partners, subcontractors and software vendors will not perform in a timely, quality manner; actions of competitors and our ability to promptly and effectively react to changing technologies and customer expectations; our ability to obtain adequate pricing for our products and services and to maintain and improve cost efficiency of operations, including savings from restructuring actions; the risk that confidential and/or individually identifiable information of ours, our customers, clients and employees could be inadvertently disclosed or disclosed as a result of a breach of our security systems due to cyber attacks or other intentional acts; reliance on third parties, including subcontractors, for manufacturing of products and provision of services; the exit of the United Kingdom from the European Union; our ability to manage changes in the printing environment and expand equipment placements; interest rates, cost of borrowing and access to credit markets; funding requirements associated with our employee pension and retiree health benefit plans; the risk that our operations and products may not comply with applicable worldwide regulatory requirements, particularly environmental regulations and directives and anti-corruption laws; the outcome of litigation and regulatory proceedings to which we may be a party; the shared services arrangements entered into by us as part of Project Own It; the effects of disruption caused by the transactions restructuring our relationship with Fujifilm Holdings Corporation, including Fujifilm's purchase of our interest in Fuji XeroxCo., Ltd. and any subsequent potential termination or further modification of that relationship; the timing, impact and uncertainty of future acquisitions or divestitures; and other factors that are set forth in the "Risk Factors" section, the "Legal Proceedings" section, the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section and other sections of Xerox Corporation's 2018 Annual Report on Form 10-K, as well as in Xerox Corporation's and Xerox Holdings Corporation's Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the SEC. These forward-looking statements speak only as of the date of this presentation or as of the date to which they refer, and Xerox assumes no obligation to update any forward-looking statements as a result of new information or future events or developments, except as required by law.

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